CODEXIS, INC. — Director's Dealing 2020

Feb 13, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CODEXIS, INC. (CDXS)
CIK: 0001200375
Period of Report: 2020-02-11

Reporting Person: NICOLS JOHN J (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-09-12	Common Stock	G	60000	$0.00	Disposed	1022679	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-02-11	Stock Option (Right to Buy)	$21.80	A	138600	Acquired	2029-02-20	Common Stock (138600)	Direct
2020-02-11	Stock Option (Right to Buy)	$14.43	A	50000	Acquired	2030-02-11	Common Stock (50000)	Direct

Footnotes

F1: This transaction involved a gift of securities by the Reporting Person made on September 12, 2019.

F2: On February 20, 2019, the issuer granted the reporting person an option that commences vesting in respect of a number of shares of the issuer's common stock determined based on the satisfaction of certain performance criteria for the fiscal year ended December 31, 2019 with any remaining shares forfeited. On February 11, 2020, the compensation committee of the issuer's board of directors certified achievement of the performance criteria at 84% of the target level, which will result in the vesting of the option with respect to 69,300 shares on March 5, 2020 and 69,300 shares on March 5, 2021, in each case subject to the reporting person's continued service to the issuer through such vesting date.

F3: Option vests with respect to 25% of the shares subject thereto on February 11, 2021, with 1/48th of the shares vesting monthly thereafter, such that the option will be fully vested and exercisable on February 11, 2024.